One Thing Leads To Another
by Ultrawoman
Summary: As Layla and Warren formulate a plan to make Will notice his best friend as a potential girlfriend, feelings start to develop that neither of them expected. An alternate middle and end to the movie, WarrenLayla pairing.
1. The Paper Lantern

**A/N : I had the original idea for this fic moments after I first watched the film Sky High. That was about nine months ago and I've only just now got to a point where I feel confident enough to write and post the story. I got stuck in one fandom with my writing so long, I am finally branching out, and this is the first movie fic I've written in a good long while. Here's hoping I have done this awesome movie justice, and fixed what I see as the one flaw in it - Warren needs to end up with Layla!**

**Title : One Thing Leads To Another**

**Rating : PG**

**Summary : As Layla and Warren formulate a plan to make Will notice his best friend as a potential girlfriend, feelings start to develop that neither of them expected. An alternate middle and end to the movie, WarrenLayla pairing**

**Disclaimer : The characters from Sky High belong to some very important movie-making people that aren't me!**

Chapter 1 - The Paper Lantern

The longer Layla sat in The Paper Lantern by herself, waiting for Will to arrive, the more she started to wonder why she bothered to make any effort for the guy at all. They'd been best friends since kindergarten, but by now she'd just expected things to change, for him to see her not just as the girl next door but as a potential girlfriend. They were in High School now, there should be dates and kissing, things should have changed, but the only thing that seemed to be different was that Will couldn't even be bothered to maintain a simple friendship with Layla, especially not since Gwen Grayson had arrived on the scene.

"Still workin' on that?" a deep voice said behind her, she got quite a shock when she looked up and saw who that voice belonged to.

"Hey, we go to school together" Layla smiled slightly, as she gazed up at Warren Peace. He was slightly less scary in an apron with his hair scraped back off his face. Layla would've thought he looked almost normal, and yet there was something about him, something different. She'd seen it at school, and as much as she'd told herself she had to dislike him for Will's sake, she had to admit in her own head at least that the flames Warren made were not the only way in which he was hot.

"You're Stronghold's friend" he said, as he stared at her, and she replied with a nod. How a weedy little thing like Will Stronghold got a gorgeous creature like this to hang around him, Warren had no idea. Okay so the dweeb had super-strength but that wasn't so cool, not compared to some other guys at Sky High, himself included.

"Er, you want me to heat that up for you?" he offered, gesturing towards Layla's food. She glanced around as if to check if anyone was listening.

"You're not supposed to use your powers outside of school" she whispered, making Warren smirk.

"I was just gonna stick it in the microwave" he told her in the same whispered tone, causing her to blush a pretty pink and giggle in uncharacteristically girly fashion. Warren was hot in a bad-boy way at school, but right now he was just so damn cute as he smiled at her.

"I was supposed to be meeting Will here but, er... you want to sit down?" Layla said uncertainly, wondering as soon as the words left her mouth if that might be a very bad plan.

Glancing around at the practically empty restaurant, Warren nodded his head and took a seat.

"I think I can spare a minute" he told her, clicking his fingers and causing a flame to pop up from the end of his index finger as if he'd just struck a match. He carefully lit the candle on the table and she smiled at the action.

"Oh, I'm Layla, by the way" she told him, offering her hand to shake.

"Pretty name for a pretty girl" Warren told her as he took the offered hand and gently shook it, liking the way he could apparently make her blush so easily. When she retracted her hand from his grasp she couldn't quite meet his eyes and instead glanced down at the table and her unfinished food.

"I guess you already know who I am?" he said, not much of a question since it seemed everybody knew his name and reputation, even if they never met him. Usually he liked that, preferred that people were wary of him, but it bothered him that this girl might dislike him because of what she'd heard, and worse what she'd seen him do to her friend, Will Stronghold.

"Everybody's heard of Warren Peace" she nodded, "But I wouldn't say I know who you are just because I know your name"

"Then you're different to everybody else" he smirked, shaking his head. She really was more than she seemed.

"I'm glad somebody noticed" Layla sighed, looking away once again as her mind wandered back to Will.

Warren could almost read her thoughts through her eyes, even if she was trying to avert them. There was another guy who she wished would notice her, and whether that was Will as he suspected it was, or someone else, they were a damn fool if they ignored this obviously sweet and beautiful girl.

"You notice a lot of things, when you're on the outside looking in" he told her, fingers playing with the edge of an abandoned napkin on the table.

Layla hadn't thought about how hard it must be for someone like Warren. He was big and scary to many at Sky High, he looked so tough and mean. It really hadn't occurred to her that his status also brought with it loneliness and alienation that he might not appreciate.

"You talk like you don't have any friends at all" she said, more of a simple observation that anything else. Warrens eyes shot up and stared into hers, and Layla wondered if it was only his wrists that shot fire, it felt like his eyes did too. The strangely intense moment lasted just a few seconds before Warren glanced away and Layla realised he spoke the way he did because the situation was exactly as it seemed. Warren Peace really didn't have any friends at all, and he didn't like that fact as much as he might appear to.

"So, you and Stronghold have been friends a long time, huh?" he said eventually, relaxing a little once again.

"Er, yeah" the red-head nodded, smiling at the memory, "We met the day we started in Kindergarten. We'd just moved in across the street from the Strongholds and my Mom met his on the walk to school. They got talking and so did me and Will" she explained, and Warren listened intently as she rambled on and on about the wonders of Will Stronghold and all their adventures as little kids.

Though he could've happily sat and stared at her pretty eyes all night, even listened to her girlish voice talk for hours, the subject matter of her monologue was starting to grate by now.

"Then there was this time in first grade, you know how you grow lima beans in school? Will could not figure out why mine grew so quickly" she laughed as she went on, "It was driving him crazy. So finally I took mercy on him and I told him about my powers, and we've been best friends ever since"

"Uh-huh" Warren nodded taking the opportunity to jump in and stop her from starting another tale, "And falling for him, was that before or after the lima beans?"

"What!" Layla gasped in fake shock, "I am not in love with Will Stronghold, I just... Is it that obvious?" she gave up the pretence when Warren's intense gaze caught her off guard again and knocked all the fight out of her.

"So why don't you tell him?" Warren asked curiously. Not that he understood why the girl liked Stronghold so much, but if she did and the idiot was too stupid to notice, he couldn't see why she didn't just tell him. Surely she couldn't be afraid of him laughing at her or something. She was way too pretty and sweet to get turned down by anyone, least of all someone like Will.

"Well, I was going to ask him to Homecoming" Layla admitted, "but there's two problems" she counted off on her fingers, "One, he likes somebody else, and two, she's perfect" she sighed.

"Hmm, you know what I think?" Warren asked her, not waiting for an answer before continuing, "To let true love remain unspoken is the quickest route to a heavy heart" he said solemnly and Layla looked simply awe-struck as she stared at him.

"Wow" she said, almost in a whisper, "That is really deep" she told him, wondering how a guy like him could have so many layers and yet seem to simply be violent and bad. If only he let this side of him be seen by others, Layla was sure he'd have all the friends he secretly craved.

"And your lucky numbers are... four, eleven, twenty-five, and forty-nine" he recited from the paper in his hand, and Layla's expression turned to a frown as she realised the deepness of his previous statement wasn't his own, it just came from a fortune cookie. She was surprised by how disappointed she felt, she'd have liked to have thought there was more to Warren Peace than met the eye...

"I gotta go" he said suddenly, responding to the Chinese woman's yelling with a little of his own, "See you around, hippie" he added as he walked away, having pushed the piece of paper from the cookie into her hand.

Layla just smiled, uncurling her fingers til the paper fell out, her frown returning when she realised something strange. Though the numbers of the ticket were those Warren had stated, the words were completely different. What he'd said to her had come from the heart after all, from inside himself.

Getting up from her seat, Layla crossed over to the counter behind which Warren now stood, cleaning up as the restaurant prepared to close.

"It didn't come from the cookie" she said as he glanced at her briefly, before looking back at the plates and glasses he was tidying.

"I never said it did" he shrugged, though he kept his eyes averted. She wasn't supposed to have noticed that poetic stuff came from him and not the piece of paper he'd had in his hand. It wouldn't do for people to realise that inside the dark, mysterious, fire throwing bad-boy, there was a thoughtful, sweet, even poetic type of guy longing to get out.

"No" Layla agreed with what he said, "but you let me think it did"

"Shouldn't you be headed home, hippie?" he snapped at her, with a little more venom that he'd meant to, after all it wasn't her fault he'd let his guard down around her.

"I guess I should" she said sadly, turning towards the door, "It's not like there's anything to stay here for"

Warren sighed as he watched her go, wishing he hadn't been such a jerk. She didn't deserve his attitude, she was just making conversation and trying to be friendly. With a hurried apology and promise he'd be back as soon as he could, Warren tore off his apron and tossed it on the counter before hurrying out of the restaurant and looking around for Layla.

"Hey" he called behind her and she turned, looking a little stunned that he'd followed her, "Look, I'm sorry I snapped, okay?" he apologised, "I didn't mean to hurt your feelings or whatever"

"That's okay" the red-head smiled slightly, pleasantly surprised when Warren grinned back at her, seemingly relieved by her words, "Still, I really should be getting home" she said, shifting awkwardly. It was getting late, and here she was on a street corner with a guy that up to a couple of hours ago she would've said she was at minimum a little wary, in all honesty kind of scared of, and yet right now she felt as safe as she ever had as he smiled at her.

"How about I walk you?" Warren offered, "I mean, y'know it's late and you shouldn't be out here alone in the dark"

"I can look after myself" Layla snapped at him, immediately apologising, "I'm sorry, force of habit" she said, "Yes, thankyou, it'd be nice, if you walked me home" she said, blushing once again under his intense gaze. How he managed to make her feel so girlish and unsure of herself Layla had no idea, but honestly, she didn't mind so much.

They walked together in silence, though it was far from uncomfortable as they enjoyed the calm of the night together, both of them secretly thinking how romantic this might be with the near-full moon in the star studded sky, the light breeze, the peacefulness... Of course none of it mattered since they weren't a couple and never would be. She liked Will, they both told themselves at exactly the same moment, both of them following that thought up with the question of 'Why?'.

"This is me, my house" Layla said as they stopped walking outside the gate, "Thanks for escorting me" she smiled.

"No problem" he shrugged, seeming all nonchalant. In reality he was standing opposite this beautiful girl, wondering what she was thinking, if he could ever mean as much to her as Will Stronghold did, wishing it could be true.

"I guess I'll see you in school tomorrow, or whenever" Layla said, glancing towards the house and then back at him. He was stunned when she suddenly leant in close, going up on her toes to kiss his cheek, "Thanks Warren, for everything" she said in a whisper, before turning and walking through the gate towards her house.

"Hey" he called behind her and she turned back half way down the path, "You should ask Stronghold to Homecoming, tell him how you feel" he told her, repeating earlier advice, "He's a bigger idiot than I thought if he doesn't feel the same"

Layla didn't answer him, she only smiled before she walked up to the front door and disappeared into the house, leaving Warren staring after her, his hand going sub-consciously to his cheek where her lips had been.

_To Be Continued...  
_  
**A/N2 : Despite a possible appearance to the contrary, this story will have a Warren/Layla ending, it's just going to take a little time to get there. Reviews would be of the good right now, so please do let me know what you think of this so far.**


	2. Another Side Of Me

**A/N : Wow, so much positive feedback - I'm stunned, but also very happy. Thanx so much for the support. I really hope that this and future chapters of this story do not disappoint!  
**_**(For disclaimer, etc. - see chapter 1)**_

Chapter 2 - Another Side Of Me

"Layla!" Will called as he bounded down the street towards her, "You're not gonna believe what happened last night!" he told her excitedly, eager to tell the tale of his night with Gwen. He stopped suddenly and stared down into his best friend's open hand that she held out to him, seemingly unphased by the fortune cookie he found there.

"I love these" he grinned as he took it from her, cracked it open, and read aloud the message inside, "'Your loyalties are clear when it comes to friends'" he recited, clearly still not getting the point. The look on Layla's face soon reminded him.

"Oh, God. Oh, I totally spaced" Will admitted, as he remembered his plans with his best friend last night, "I am so sorry, I know you must want to kill me" he said guilty, but Layla forced a smile and shook her head. She was going to take Warren's advice, and tell Will how she really felt about him, after so long of hiding the strength of her affection.

"I have something to tell you" she said, taking a breath, wondering why she didn't feel more nervous than this. It was almost as if it was too easy.

"Okay, but there's something I have to tell you first!" Will cut in anyway, "It's about Homecoming... I'm going with Gwen Grayson" he declared with a grin so big it threatened to split his face in two, "Can you believe it? Me, a freshman, going with the most amazing girl at Sky High" he enthused as Layla's face fell. Will didn't even notice as they boarded the bus for school. She didn't want her friend dating Gwen, or any other girl, she wanted him to ask her to Homecoming!

"Oh, yeah, I almost forgot" he said as they took their seats on the bus, "What were you going to tell me?"

"Oh, I-I'm going to Homecoming too" she stammered slightly, desperate not to look totally lame. There was no way she could tell Will how she felt when he was so wrapped up in Gwen Grayson and his plans to attend Homecoming with her. Instead she quickly thought up a lie, and said she was also attending the dance.

"Really. Who with?" he asked, off her blank look he added, "Y'know, who asked you?"

"Oh, who asked me?" Layla squeaked as she racked her brains for a reasonable answer. The only name in her head was the guy she had spent yesterday evening with, a guy she'd seen a new side to, and honestly wanted to see more.

"Warren Peace" she blurted out, immediately realising how idiotic that was, since she and Warren had not even mentioned such a scenario last night, only her asking Will.

"Warren Peace?" her friend echoed for about the hundredth time as the walked down the halls of Sky High towards class, he was obviously having trouble accepting the words that even Layla herself wasn't sure about, "You cannot be serious. Layla, the guy's a psycho, and he's my biggest enemy!" he yelled, making the red-head frown. Will had no right to say Warren was a psycho, she knew for a fact that wasn't true. No psycho would have treated her as well as he had last night, no psycho could've been so sweet, and kind, and helpful.

"How could you go with him?" Will was still raging when Layla tuned back into his voice, "When did you even start hanging out?"

Seeing red, Layla fixed him with a steely gaze and practically spat the answer to his question at him.

"Last night, eight o'clock, the Paper Lantern"

* * *

For the first time, Layla was glad that Will had been promoted to the hero stream and therefore didn't take classes with her and the others. She just couldn't handle having to listen to him go on and on about the wonder that was Gwen Grayson. As nice as Layla was sure the Senior girl was, she hated that she was taking Will away so easily.

By lunch time she was still happy to avoid her supposed best friend and headed straight for her chosen table without him.

"Hi, Warren" Layla was grinning all over her face as she took a seat opposite the pyro boy. Apparently she hadn't noticed the strange look she got from several students around the cafeteria, wondering why she'd decided to risk life and limb by sitting with the violent social outcast.

"Did I do or say anything last night to make you think this is okay?" Warren asked her, looking similarly stunned.

As much as he liked Layla, he had this automatic need to protect his school reputation. He always sat alone, always did everything alone, and whilst sometimes he craved company he knew he'd never get any, it was probably safer if he didn't. After all, his temper had a habit of running off by itself, outside of his control, and when you threw flames like second nature, it was safer if nobody was close by.

"You're so funny" Layla laughed overly much as she fixed her eyes on her lunch as she explained the need for her presence at his table, "You're never gonna believe what happened. I was about to ask Will to Homecoming when, wouldn't you know it, I said I was going with you instead"

Warren was momentarily stunned by what she'd said. Going to Homecoming with him? He'd never attended a school function, or a dance or party of any kind, not even a Birthday party when he was a kid. He didn't play well with others, everybody knew that, and they assumed he was happy to keep his distance. That wasn't always true.

"I don't remember that being the plan" he said uncertainly, unsure as yet whether it was a good idea to agree to what she was saying or not. He was prevented from saying anything else as another girl came over and took a seat beside Layla. She had purple clothes and similar coloured streaks through her hair, which made it less surprising when her friend greeted her, calling her Magenta.

"Hey, you did the history homework?" she asked Layla who nodded.

"What are you doing?" Warren snapped at Magenta who looked unphased as she told him she was merely sitting.

"No one sits here but me" the pyro protested but it appeared nobody cared enough to listen - as usual. Sure, it wasn't so bad sharing his table with two pretty girls, one of which he liked a lot more than the other, but he knew he shouldn't be around people, he'd only end up hurting them or something. Besides, the school at large, all the kids he'd prefer were afraid of him, would soon lose respect for the mighty Warren Peace if they realised he was willingly hanging with Freshman girls!

Things only got more annoying for Warren when two boys, who he realised were also friends of Will Stronghold, came and sat down either side of him. Hanging with Freshman was bad enough, but these kids weren't even heroes, they were sidekicks.

He was about to interrupt the pointless chatter amongst the four to tell them to get lost, when he spotted Will walking by with Gwen. Seeing his friends with his supposed enemy clearly hurt the boy, and in all honesty Warren didn't mind knowing that. After all, it was Stronghold's family who were to blame for his own father being absent from his life, and the kid had hurt Layla last night, something that she certainly did not deserve.

"Does anyone else need a date for Homecoming?" he asked the rest of the table tiredly, wishing they hadn't showed up. Layla he could've handled but this bunch of clowns were starting to get on his last nerve after just couple of minutes.

"Oh Warren, you are crazy!" the red-head laughed too much as she put her hand over his. He looked at her strangely, knowing why she was doing this, or at least thinking he knew and yet feeling weird about it. Nice girls like Layla didn't touch him like that, and yet she wasn't afraid of getting burnt, in any sense of the word, "Please, I promise, I'll make this as painless as possible" she told him sincerely, wide, innocent, green eyes begging him to agree to her plan, as Warren tuned back into the real world which his mind had left a moment ago.

"So you're not doin' this just 'cause you like me or anything" he asked, glancing at Will, and trying to hide the fact that it did in fact bother him a little bit that he was being used, "You're doin' it to get to Stronghold?"

"Well... yeah" Layla replied with a nod, but she couldn't look him right in the eye when she said it, after all there was a voice in her head, a taunting little voice that told her she was a liar, that as much as she liked Will and hated that he was dating Gwen Grayson now, a part of her so wanted to attend Homecoming with Warren Peace who was turning out to be such a sweetheart. It was hard to believe he was the same guy who'd destroyed half the cafeteria that they sat in now, in a fit of fire balls and mayhem.

"I'm in" Warren agreed with a nod and an obviously forced smile, though nobody seemed to notice he was faking, "But I'm not renting a tux" he snapped as he got up, grabbed his bag and walked away, just vaguely hearing the little dude that had been sitting beside him ask if their table was still cool without Warren himself there.

It was clear they only wanted to hang around him for the sake of their reputation, and Layla only needed him to make Stronghold jealous. They weren't really his friends, not even the red-head who he'd walked home last night, who had kissed him on the cheek as she thanked him for helping her out.

It was crazy to think he might actually be jealous that Layla didn't really like him, that she was only using him to get to Will. It shouldn't bother the son of the great Baron Battle, but it did, and Warren's frustration and anger at the situation he'd got himself into showed for all to see as his hands began to smoke. He had good control over his powers most of the time, but strong emotion made physical sparks, even flames, at his wrists that could be dangerous.

"What're you staring at!" he yelled at a pair of girls who were watching him and quite obviously talking about him for whatever reason. At his loud and angry tone they ran off down the hall, clearly intimidated, as Warren headed off in the other direction, slamming through a couple of doors, fighting to keep his personal pyrotechnics at bay. He suddenly found himself in the empty boys bathroom, staring into the mirror at his own reflection.

His poor mother quite despaired of him at times, the way he dressed and wore his hair long with the red streaks through it. As much as she disliked these aspects about him, she was perhaps the only person on Earth who loved the boy who was a rare kind of hybrid, the child of one superhero and one supervillian. People around him only ever saw the villainous half of his heritage, the fact that Warren's mother was once a great power for good didn't even occur to them. Though he dressed in black, and had a temper to rival the worst of villains, he had the heart and soul of a hero. He hated his father not only for what he was and what he'd tried to do to the world, but also for getting into enough trouble that allowed himself to be taken away when his son needed him most.

The bell ringing jolted Warren from a scramble of thoughts and memories he'd never meant to get lost in right now. Suddenly it was as if he spent all his time trying to figure out who he really was. He'd been so sure before, he was the son of Baron Battle and Mighty Huntress, half bad and half good, best left alone so he could brood over the mess his life seemed to be. He didn't have friends or a girlfriend or anything and it suited him fine, until now.

Layla's interest in him, however innocent or even fake as it would have to be if she planned to make Stronghold jealous, made Warren realise that maybe he did want proper attention, but not just from anybody. Layla had caught his eye and made him think about things he never would have thought mattered before. As confusing as it was he kind of liked it, and certainly didn't mind the idea of spending more time with her, even if it was all under the pretence of getting Will to notice her. That was enough, for now.

_To Be Continued..._

**A/N2 : Just in case it's not clear, I made up Warren's mother's name since as far as I know there isn't an official one. Also, I'm writing this as if Warren is a Sophomore, which I always assumed he was. I have heard since he's supposed to be a Freshman like the rest of the gang, but that doesn't make sense to me, so I'm going with Sophomore.**


	3. Reputations

**A/N : Very glad for the continued support on this fic, thank you. Hopefully this story will not disappoint anybody who reads it! I will try to continuing updating once a week!  
**_**(For disclaimer, etc. - see chapter 1)**_

Chapter 3 - Reputations

Layla was feeling a little confused. Last night she'd had the strangest dream about Homecoming. She'd gone with Will and they'd started out having a great time, dancing and talking and everything, but suddenly when he leant in to kiss her, Gwen appeared, and Will chose to go off with her instead, laughing at Layla when she tried to keep him with her. She'd been distraught, but just for a moment, before a hand grabbed her wrist and she was spun into the arms of a tall, dark, and handsome non-stranger, by the name of Warren Peace.

As he'd held her close and they'd moved around the gym, he'd spoken softly to her, his low voice and the intensity in his eyes making her shiver.

"You don't need that guy, Layla" he'd told her, "Neither of us needs anybody but each other"

As she looked around, the rest of the room faded away, along with all the people in it. The whole scene was black with just a spotlight shining down on Layla and Warren in the centre of the floor, still dancing to music only they could hear.

"But I thought... we were just doing this to get at Will" she'd recalled, "Weren't we?"

"Were we?" Warren smirked, before he leaned in to kiss her.

Seconds before their lips met the alarm clock had rung out it's shrill alarm and Layla had woken with a start, completely disappointed not to have gotten any further with her little fantasy.

It was the disappointment that confused her even more than the dream if she were honest. Surely she didn't really want Warren to kiss her, after all she was in love with Will Stronghold... wasn't she? They'd been best friends for years, it seemed like a natural progression for them to date when they reached High School, and if the plan worked out, they would be by Homecoming. Layla's problem was she was starting to question if that's what she wanted, after all, she wouldn't be dreaming about Warren that way if Will meant so much to her. She would've dreamt of a perfect evening with her best friend had that been what her heart really desired, which left her wondering what exactly that meant about her changing feelings for both Will and Warren.

Layla walked across the school grounds, towards the entrance of Sky High. She'd been avoiding everybody so far today, from her friends to Warren, anybody who might increase her confusion or ask her why she didn't look entirely happy. Right now she didn't know how to explain and didn't want to, even if she was able.

Spotting Will on the steps, headed towards Zack and Magenta, she stopped and stared, hoping something might work itself out in her head and her heart. When she looked at Will she saw a good friend, her best friend, who she could talk to about practically anything, who was reliable and dependable, and kind of cute in a way. Whether she was genuinely attracted to him in any real way was suddenly extremely uncertain, but it still hurt when she saw Gwen Grayson intercept Will, dragging him away from his friends. In an instant Layla made a decision and crossed quickly to where Warren was sitting on the opposite side of the main stairs. She got goosebumps just at the sight of him after last nights dream. He was reading a book, and looked as if he were doing so with just as much intensity as anything else he did.

Layla felt it was strange that she physically felt him flinch with surprise as she sat down beside him and grabbed his hand in both of hers. Of course it did not deter her from her plan and as Gwen and Will walked by, talking about the Mad Science mid-term that was coming up, Layla pushed herself up close to Warren and grinned.

"Hey there, cutie" she said in an appropriately girly voice, "I was just thinking about you" she told him, knowing that at least that part was true, "I can't wait until Homecoming" she continued, wondering if he had any idea that she wasn't lying at all, "I'm so excited. I finally..." she trailed off as she glanced at Will, who had passed by without apparently noticing she was there, never mind talking to Warren Peace like they were dating or something.

"Ow!" Layla exclaimed, suddenly pulling her hands away from Warren's own, as the heat between them rose and almost burnt her.

"Never call me cutie" he snapped as he got to his feet and started walking up the steps, swinging his bag over his shoulder on the way.

"Warren, wait" Layla urged him as she followed him into the building. They'd just cleared the doors when he stopped and she rammed into the back of him. He turned around looking a little annoyed.

"Layla, Stronghold is outside" he pointed out, "You don't have to follow me in here, he can't see us making him jealous"

"I know that" she said, forcing a smile. She hated that he seemed mad at her, especially after he'd been so nice in her dream, "I just don't see why it all has to be such an act" she said immediately regretting her words as he looked at her with a stunned expression.

"What did you say?" he checked, wondering if he'd heard her right. Surely she didn't really like him, like he thought he might like her, that would be insane.

"I just, no, what I mean is..." Layla rambled a little, her fingers twisting together and apart in front of her as she tried to make a proper sentence come out of her mouth, "I just don't see why we can't be friends" she said eventually, almost unable to look at him, "It would be much easier to convince Will we're going to Homecoming together if we acted like we were friends, and the easiest way to do that would be for us to become friends, right?"

"Wrong" he said, turning to walk away, leaving Layla standing alone feeling disappointed. She wanted to get to know Warren better, he'd been so sweet at the Paper Lantern before and she'd dreamt up a wonderful fantasy of how Homecoming could be if she actually went with him. Now she couldn't even get a conversation out of him and it upset her.

Layla's sadness soon turned into anger, though nothing as destructive as Warren's own. She went with quiet rage as a rule, but it didn't mean she was to be trifled with. Will knew that after a few times when they were kids and they'd got into squabbles. Layla could get surprisingly mad for a girl of her size and demeanour, and Warren Peace was about to find out about it.

"Hey" she said, as she caught up with him at his locker and tapped him on the shoulder with one jabbing finger.

"Now what?" he asked, barely glancing at her, knowing that if she got really upset or something he wouldn't know how to deal. He was falling for the little freshman hippy and he hated that he didn't know what to do with the feelings he was having. Fighting was easy, anger and hate, he understood those emotions, but what he felt around Layla was so different, so completely opposite to anything he'd ever experienced before.

"Y'know you can't just treat people the way you do" she said angrily, "Not everybody deserves you to be all mean to them. Would it kill you to try to be nice?" she asked as he slammed his locker door shut and let out a breath.

He knew as well as she did that no, it wouldn't hurt him to be more pleasant, but for the most part he had no wish to be. He didn't want to socialise or make friends, he wanted to be left alone in his own dark corner, brooding about his sad situation, having a villainous father in prison and a broken ex-hero for a mother. The problem was that Layla wanted him to be different, and for her he was willing to change if he could. She liked him, God only knew why but she did seem to, and he liked her. Surely he could make an effort, and for once things could even turn out okay. Although the superficial thought did occur that his bad-ass reputation around Sky High could easily be ruined if he was seen being too friendly to someone like Layla.

"What do you want from me, hippy?" he asked her straight, repositioning his book-bag on his shoulder, "Because I'm not the friendship bracelet type"

"Obviously not" she agreed, "but we could maybe hang out, at school, at the Paper Lantern"

The mention of his place of work got his attention more than anything else, mainly he suspected because it was the first time they'd properly met and talked. That conversion had sparked off this whole chain of events, and whilst a small part of Warren wished he'd never gone over to that table that night and introduced himself to the little red-head, for the most part he was very glad he had.

"I guess that'd be okay" he shrugged nonchalantly, though in all honesty he quite liked the idea of spending more time getting to know Layla. It only bothered him that it'd mean spending time with her friends too, not a prospect he relished. Still he was getting to know the girl he liked, and rubbing Will Stronghold's nose in it at the same time. That in itself brought a smile to his face.

* * *

"Er, Will?" Gwen waved her hand in front of his face in an attempt to get his attention back onto her, "Are you even listening to me, because you know this is important stuff. If you want to pass your Mad Science mid-term we're going to have to do some serious studying. Maybe at your house tonight?" she suggested with a smile, as she flipped her hair over her shoulder.

"Sure, yeah, that'd be cool" Will smiled back, craning his neck to see if Layla was still in view but it was too late, she'd already disappeared into the Sky High building, right behind Warren Peace.

"Something interesting over there?" Gwen checked, not looking thrilled by how distracted Will was, after all she was the most popular girl in school, and a senior. She should be much more interesting to Will Stronghold than anything or anyone else.

"No, no, not really" he said, bringing his attention back to the apparent girl of his dreams and smiling at her, "I just... Layla's started spending a lot of time with Warren Peace"

"And you're jealous?" the brunette checked, folding her arms across her chest and not looking particularly thrilled that the little red-head meant more than she did suddenly.

"Jealous? No way" Will actually laughed, "I mean, Layla, she's like a sister to me, it's not a jealousy thing, it's just, well, isn't Warren kind of dangerous?"

"He has a reputation for being moody and glowery" Gwen told him, glad to hear his worries were only for his 'sister', "but other than his attack on you, I've never heard of him being particularly violent here at Sky High since he started here last year" she shook her head, "So, now do you think you can stop worrying about your little friend and start concentrating on what's important?" she checked, "Like your mid-term... and me?" she said, smiling sweetly.

"You have my full attention" he assured her, and it was no lie. He was so completely crazy about Gwen Grayson, he really had no idea she wasn't at all what she seemed.

_To Be Continued...  
_


	4. Strangers In The Night

**A/N : Loving writing this fic,and loving the positive response I'm getting! Here's more of the same...  
**_**(For disclaimer,etc. - see chapter 1)**_

Chapter 4 - Strangers In The Night

Layla had been a little shocked to realise there was a party going on at Will's house when she walked down his driveway that night. Surely if he was having a celebration he would invite her, after all it wasn't as if he couldn't tell her. She lived right across the street and the phoneline had been clear all afternoon.

It bothered her that her idea had been spoiled. She'd figured out a plan she was quite proud of. After spending quite a bit of time with Warren, she knew enough to talk about him near constantly for at least an hour. Layla had decided to get herself looking as good as possible without going OTT, go over to Will's house on the pretence of studying or just hanging out, then talk about how great things were with her and her newest friend, Warren Peace.

That was bound to make Will jealous and totally take his mind of Gwen Grayson, at least that had been the plan. That particular scheme seemed to have taken a nose dive into the nearest canyon as Layla let herself into the Stronghold house and was faced by every kid from Hero class having a great time, without herself or any of the people she thought were supposed to be Will's friends having been invited.

"Who invited a sidekick?" said a voice to the side of Layla, who turned to see Penny staring at her, hand on hip, not looking happy. A second version of the same girl stood the other side of Layla, wearing the same expression.

"Yeah, what's she doing here?" she asked. It was a third person who answered that question as she appeared through the crowds of party-goers.

"She's leaving" Gwen said simply, upsetting and aggravating Layla, who tilted her chin and stared back at the Senior she disliked so much.

"Where's Will?" she wanted to know and Gwen just smirked.

"Honestly? Avoiding you" she lied, "Look, Will knows you have a crush on him. Everyone knows. Will's just too nice to say he's not interested" she shook her head, "Not that you can take a hint. I mean, hello? He's going to Homecoming with _me_" she said pointedly, "He threw a party and didn't invite _you_. You're just embarrassing him" she told the red-head who hated to feel tears welling in her eyes, "You're just embarrassing yourself"

"Okay" Layla forced out, lip quivering, eyes threatening to spill over at any second, but she would not show weakness in front of these people, they just weren't worth it, "When you see Will, can you tell him that I never want to talk to him again?" she said firmly, as she turned toward the door and ran out, not even stopping when she heard her friend appear and call her name urgently. She couldn't deal with him right now, not after what Gwen had just said. True or not, it had hurt her a lot and in all honesty Miss Grayson's comments had made a lot of sense.

Sobbing, Layla ran down street, knowing she couldn't go home in this state. Her mother would want to know what had happened and then there would be some sort of confrontation with Will and his parents. She already felt stupid enough for getting so upset about this, she didn't want a big deal made out of it. She wasn't sure where she was going as she rounded a corner and continued hurrying down the next street. In retrospect she would realise how stupid she had been, wandering the streets in the dark by herself like this, but right now she was too busy being blinded by tears, and hurt by comments that played over and over in her mind, to think about anything else.

Layla had no intention of stopping walking until she was forced to by a large black obstacle that she quite literally ran into.

"I'm sorry" she apologised automatically when she realised said object was in fact a person who's chest was now all she could see in front of her face. The large phoenix shaped design was one she recognised as strong hands gripped her arms to steady her balance and she looked up into familiar eyes.

"Layla?" Warren frowned as he looked down at her tear stained face.

"I'm sorry" she repeated, "I..." her voice disappeared as her tears overtook her once again and she pushed herself into his arms, seeking comfort. She was too upset to be thinking about what she was really doing. Sure, she and Warren had agreed to be friends, but hugging wasn't exactly part of the deal. He wasn't the touchy feely type, he was barely the talking and having friends kind, but right now it didn't matter, Layla just wanted to be held and here was a person she felt comfortable and safe with.

Warren himself was feeling very uncomfortable. This was the girl he dreamt about, that he could actually call a friend, and even dare to hope that one day could be more than that. It hurt him to see her in such pain and he wanted to bring comfort to her, but having girls throw themselves into his arms, crying all over him, well, it wasn't exactly a situation he was used to. The only woman he ever hugged was his mother, and those instances were few and far between these days.

Carefully he wrapped his arms around the little red head who's latest mission seemed to be to wash his T-shirt for him with her tears. He wanted to ask what had happened, if he could help, if she wanted to talk about it, but words deserted him. Everything he thought of to say sounded lame, or pointless, or callous. So instead of saying a word he just held her tight, half of him hoping she would stop crying soon and tell him what was wrong so he could try to help her, the other half content just to stand here all night holding her like this, enjoying the closeness.

"I'm sorry" Layla said at last, pulling away from Warren and wiping her eyes with the back of her hands, making streaks of make-up across her face. She didn't make a habit of wearing a lot of the stuff, but she'd made such an effort for Will tonight.

"You keep sayin' that" the guy before her pointed out, "What exactly are you sorry for?" he checked, "Other than trying to drown me?" he smirked slightly as he fingered the wet patch on his T-shirt, and Layla blushed.

"I didn't mean to cry all over you and be so stupid" she shook her head, "God, I should be stronger than this" she complained to herself, sniffing and wiping her face some more.

"You are strong" Warren assured her as they stood there in the middle of the street just a foot or so apart and lit by the nearby streetlamps alone, "C'mon the girl that faced up to Warren Peace and wants to be friends" he rolled his eyes, "That's something most kids at Sky High wouldn't dare to try"

"That's not about being strong" she shook her head, staring across at him, "Y'know you're not as scary as you like to think" she told him simply.

"You sure about that?" he asked her with a look as he ignited flames at his wrists. She looked unphased as she stepped in closer to him, closed her eyes for a moment and encouraged the trees to bend with the breeze that blew a little stronger under her control. In a second the flames had gone out like candles on a Birthday cake.

"Totally sure" she said as she opened her eyes and smiled.

Warren couldn't help but smile back. She was a strange girl, not at all like any other he'd met. She wasn't afraid of him, at least if she was she didn't show it. She saw something good in him that others, if they did see it, chose to ignore. He was bad and evil, through and through, as far as the general populace of the town, even the world was concerned. Seemed that Layla was entirely different to the rest of the people who would condemn him for his father's actions, and his own questionable attitude and behaviour on occasion.

"So, you okay now?" he checked, shifting uncomfortably, shoving his hands into his pockets.

"I guess" she nodded, only just now remembering her earlier tears. For a few moments there she'd forgotten all about it, which was strange considering she was supposed to be heart-broken by Will's betrayal, "I just... there was this party at the Stronghold house" she explained, "Gwen was there"

"Did she say something to you? To make you cry?" he checked, looking ready to bust some heads. Layla was genuinely touched by his concern, and her heart skipped a little at the idea that Warren would be her knight in shining armour should she ask him to be.

"Kind of" she nodded, "but mostly I was just being stupid" she shook her head, "Apparently Will knows how I feel about him and... and he's not interested" she sniffed, feeling her tears returning, "Kind of hurts to know he couldn't even tell me to my face that I'm... I don't know, too stupid, or ugly, or whatever to be his girlfriend" she cried, hating that she was letting this get to her so much and forcing back tears that threatened to spill down her cheeks once more.

"Hey, don't do that" Warren told her as he tentatively reached out to push her hair away from her face so he could see her better, "You're not stupid, and any guy who doesn't think you're beautiful is just crazy, okay?" he told her firmly, making her shiver in the best way as she looked up at him, and his fingers moved to tuck her hair behind her ear.

"Thank you" she said, swallowing hard, finding it increasingly difficult to breathe. Wasn't this how her dream had been? The one about the Homecoming Dance where Will had left her alone, deciding he'd have a better time with Gwen. She'd been devastated then too, until Warren had spun her into his arms and danced her around the school gym, telling her all they needed was each other no-one else. He'd been so close to kissing her before the alarm clock had ruined the moment. Now it seemed there was nothing to stop them, no interruptions, nothing...

"Damn" Warren complained as a ringing sounded started up somewhere in his pocket.

"Yeah, damn" Layla echoed softly, feeling thoroughly let down as he stepped away from her and searched his pockets for his cellphone.

Layla watched and listened as he took the call and apologised in both English and Chinese to the person on the other end of the line. She guessed he was probably due for a shift at the Paper Lantern, something he was more than likely late for now because of her.

"I'm sorry about that" he said when he eventually hung up and shoved his phone back in an inside pocket of his jacket. Of course he had no idea that Layla was just as sorry about the interruption as he was, and she in turn had no clue just how much he'd hated that their moment had been broken and lost.

"You have to be somewhere, right?" Layla guessed and he nodded.

"Yeah" he agreed, "I should've been at work ten minutes ago. I was running late before I even bumped into you"

"So, you should go" she forced a smile, wishing he didn't have to but knowing she couldn't hold him up any longer, besides she was feeling somewhat better now. What she'd heard from Gwen still hurt, but not half as much as she'd really thought it should. It seemed just a few minutes in Warren's company had eliminated so much of the pain she felt at knowing Will just didn't love her like she'd always thought he would.

"You could, er, come with me" Warren offered, "Or not, whatever" he shrugged, covering himself. Layla smiled at his attempt at nonchalance, when she was fairly certain he really would love for her to go with him. As it was she couldn't face the general public right now, even if sitting at the Paper Lantern meant she could watch Warren Peace at work, and maybe catch a few moments with him should he get a break at all.

"Thanks, but I should get home" she told him, "I really don't feel like Chinese food and being surrounded by people" she explained, "but thank you, for being a friend" she smiled, "I guess I'll see you at school tomorrow?"

"Yeah, sure" he nodded as Layla backed away a few steps down the street, before turning and heading home.

Warren sighed as he watched her walk way, hating that she had to and that he couldn't even follow. He had a job to go to and money to earn if he was going to have enough cash for college. Sure, that was another two years away but his mother had her heart set on him attending a good school after Sky High and those didn't come cheap, even for the son of a superhero.

_To Be Continued...  
_


	5. Loving Layla

**A/N : The Warren/Layla romance will happen, honestly, it will. In the meantime, here's my own version of the Warren & Will Paper Lantern scene.  
**_**(For disclaimer, etc. - see chapter 1)**_

Chapter 5 - Loving Layla

As he guessed she would, the manager at the Paper Lantern didn't skimp on the yelling when Warren showed up fifteen minutes latefor his shift. Despite his offers to stay late and help clean up after closing, she wasn't overly impressed and he apologised profusely, in both languages. He really didn't want to annoy her, and he certainly didn't want to lose this job. It worked for him, being someplace that most people from Sky High never came to, except for Layla of course and he never objected to her company.

As he waited tables, he thought about what had happened with her tonight. It had almost broken his heart to see her cry like that, but to be able to hold her in his arms for just a few minutes had been a weird kind of bliss that he wouldn't trade for the world. Of course the fact she was crying over Will Stronghold took the edge off. That idiot really didn't see what he was losing by messing around with Gwen Grayson, and whilst Warren didn't intend to be the one to tell him, he couldn't help thinking how stupid the younger boy was. He had to be blind not to notice how great Layla was, or how much she liked him. If she was willing to get close to someone like Warren Peace just for the sake of her crush, well, he knew himself she must be desperate. He hadn't had a person he could call a real friend since he was very young and pre-powers, even then he'd been somewhat of a loner. He'd certainly never had a girl like Layla in his life and it hurt to know that in a short space of time she would most likely win Will Stronghold over and abandon her fake boyfriend to be alone again.

With a sigh, Warren let his rambled thoughts and daydreams slip away as he cleaned up behind a family who had just left leaving chaos in their wake. He'd just finished cleaning up the table and was walking back across the restaurant when he heard a familiar voice and stopped, turning to see if he was right about who it was.

"Layla. Layla, just pick up" Will Stronghold said into his cell-phone, apparently quite agitated and annoyed by the fact the red-head wasn't listening to him, "Okay, well, in case you didn't get my earlier messages, I'm at the Paper Lantern, and I..." he stopped short, cursing under his breath as he slammed the cell onto the table. Presumably the voice-mail had cut him off or something. In all honesty, Warren didn't care what Will's problem was, only that he'd made Layla cry tonight.

"What are you doing here?" he snapped at the smaller boy who seemed to physically flinch at the sight of his supposed nemesis.

"I'm, uh, looking for Layla" Will admitted, "Do you know where she is?" he asked, assuming Warren Peace could well be his friends first port of call after their misunderstanding. She did practically worship the guy after all, at least it seemed that way to Will, even if he didn't understand what was so appealing about the pyrotechnic badass who had previously tried to fry him in the school cafeteria!

"Maybe she's at home, avoiding you?" Warren suggested with a shrug, "How should I know?"

"You're taking her to Homecoming" Will frowned slightly, surely Warren wasn't so stupid he didn't see why he was asking him if he knew where Layla might be. From what he'd seen of them they were pretty much joined at the hip lately, and when they weren't she was constantly talking about him.

"Oh, yeah, right" he said absently, wondering if he was still in fact taking Layla to the dance, after all the plan had been for her to go with Will who was bound to ask her if she could make him jealous enough.

"Well, you don't have to worry about me ruining your night" Stronghold sighed, "Because I'm not going"

"Hmm" Warren nodded once as he sat down in the booth opposite Will, "Well, that sucks, because we're only going together to make you jealous" he said, knowing that from his side of the deal that wasn't true. Layla openly admitted she didn't want to be anymore than friends and was only pretending there was more between them for the sake of making her best friend jealous. Warren on the other hand loved being close to her, and wished their faked relationship were for real. He'd really love to get a chance to take her to Homecoming, to dance with her, and show off to the world that he'd got a girl like her to love him. Of course that was all just a pretty fairytale dream that he was almost ashamed to even think of, since it was more befitting a twelve year old girls diary than the mind of a young man his age.

"Wait a second" Will's stunned voice and expression pulled Warren from his daze, "You and Layla are going to Homecoming together because of me?" he checked and Warren rolled his eyes.

"Dude, you're so stupid" he shook his head, "You really think she's going with me because of me?" he said, almost too bitterly since he'd rather Will not realise his true feelings for Layla, he was last person he needed to be sharing his personal private thoughts and emotions with.

"Well, yeah" it was Will's turn for the disbelieving look now, "She never stops talking about you lately" he explained, complete with eye-roll.

"Yeah?" Warren couldn't quite believe what he was hearing. Layla talked about him to Will, so much so that Stronghold really was convinced the little red-head was in love with his nemesis. Surely, she was just a very good actress...

"Constantly" Will was almost complaining now, "It's like the Warren Peace Fan Club promotion speech all the time, like a looped tape or something" he made a face at the very thought of having Layla talking about Warren on a looped tape playing over and over in his ear, before realising his analogy had been so accurate because that really was what it was like as he spent time with Layla at Sky High. From the classroom, through the halls, in the cafeteria, and on the bus, wherever they went and whatever they were talking about, Warren's name just always seemed to come up and was only absent from the conversation of the side-kick group when Layla herself wasn't there, instead choosing to spend a little more time following the aforementioned Mr Peace around.

"Well, yeah" Warren smiled awkwardly, "She talks about me to make you jealous" he explained, not letting himself believe yet that there could be any other possible reason.

"Why would I be jealous anyway?" Will shook his head, "Layla's like my sister or something, I never thought of her like... y'know, like a girlfriend" he visibly shuddered at the very idea before looking sad and dejected once again, "I just don't want her mad at me. She's my best friend"

"Huh" Warren had kind of stopped listening somewhere in the middle of all this as his brain tried to accept the fact that maybe Layla really did like him, "Well, that's just weird" he said more to himself than to anyone else as he thought it over.

"You really think she's just using you to make me jealous?" Will checked, "because that doesn't seem much like a Layla thing to do" he pointed out. Warren had to agree with that but it still made little or no sense in his head that she could like him, nobody ever did.

"That was the plan" he said, aloud but still kind of to himself since he had his eyes down at the table as his brain went into over-drive, "at least that's what she told me..."

"Well, she's a pretty good actress if she doesn't like you" Will assured him, "I mean _really_ like you" he emphasised. Okay, so he wasn't a big fan of Layla dating this guy but if she was going to be happy with him, it really wasn't his decision to make.

"If you're messing with me Stronghold" Warren said suddenly, giving Will a harsh look as flames started to lick around his fingers, "I swear I'll..."

"Hey, no way, man" Will promised, waving his hand in front of him in surrender and pushing his back flush against the seat to get away from his 'enemy' as much as possible, "I promise you, the way Layla talks about you, she must be crazy about you" he swore.

The flames soon calmed around Warren's hands and Will let out a sigh of relief, visibly relaxing at the lack of fire.

"And here I was thinking she was totally into you" the pyro smirked, loving the idea that maybe Layla really did like him after all. She had made the effort to be his friend, she'd taken the comfort he offered when she'd cried tonight, and when they'd gotten close he'd come so close to kissing her, and she certainly hadn't been pushing him away...

"Even if she liked me that way before" Will's words broke Warren's thought process off right there, "She wouldn't after tonight" he shook his head sadly, "I wouldn't be surprised if Layla or any of the other guys ever want to talk to me again"

"Yeah, you must have been a real jerk" Warren nodded his head, still smirking and unable to stop, "because no matter what I do, I can't get 'em to stop talking to me"

"Thanks" Will said sarcastically as Warren made to leave, "Hey" he called him back, "Since we kind of established now that Layla's your biggest fan, you think you could maybe talk to her for me, tell her I'm sorry?" he said hopefully, "I don't know exactly what Gwen said to her but I got this feeling it wasn't good"

"She told her a bunch of lies if you didn't know that Layla liked you like that" Warren said, considering it. From what Layla had told him, Gwen had said Will knew of his best friends feelings for him and didn't return them. Whilst that was partly true since he didn't feel that way for the red-head, he'd had no clue she even thought of him that way, and was apparently convinced it was Warren she wanted.

"Great" Will sighed, "So now I have a girlfriend who lies and a best friend who hates me" he considered, expression twisting into confusion as he continued, "and weirdly, my arch-nemesis is helping me out?"

"Life's just crazy like that, isn't it?" Warren half-smiled as he slid out of the booth and re-positioned the dishtowel over his shoulder, "I gotta get back to work, you want anything?" he checked.

"Just a soda while I wait for Layla" Will nodded as he looked towards the door when someone came in - it wasn't Layla.

"You really think she'll show?" Warren asked, thinking it was highly unlikely given the state the poor girl had been in when he'd seen her earlier.

"I'm gonna wait anyway" Stronghold insisted, "She's my best friend" he gave as an explanation and Warren nodded his head as he finally walked away.

* * *

Layla had stopped crying some time ago and was now curled up in her bed, unable to sleep as she went over the events of the night in her head. First there was Will, whom she'd intended to spend her evening with, talking about Warren some more in an attempt to make him so jealous he'd dump Gwen and ask her to Homecoming instead. In reality, Layla hadn't even seen Will tonight, only heard his voice through her phone begging her to pick up and talk to him. After what Gwen had said she really didn't want to deal with her best friend right now, but as time went on Layla realised that wasn't the only reason she was avoiding a talk with Will.

When she'd run out of the party at the Stronghold house, she'd ended up in the arms of her fake boyfriend Warren Peace. As he comforted her and looked after her, Layla was taken back to the dream she'd had about him, the recurring dream if she was honest that sometimes differed in the beginning but always ended the same way with her and Warren on the verge of a kiss when she suddenly woke up.

At first she'd put it down to the fact they were spending so much time together lately, and she wasn't so blind that she hadn't noticed how very hot Warren was, and she wasn't referring to the fire he controlled either! The problem with that theory was, for as long as she'd thought she was in love with Will, she'd not once had a dream in which they kissed or even came close to it. She realised she hadn't thought much about that kind of thing where the Stronghold boy was concerned. He was her best friend, she'd just seen them getting closer as they got older like a national progression, but the more she thought about it now, the less sense it made.

Warren was so very different to Will, and yet she liked him just as much, just in a completely different way. The only possible way Layla could find to make sense of what she was feeling was if she didn't really like Will the way she thought she had at all. Surely all evidence suggested that the guy she wanted was Warren Peace.

_To Be Continued..._


	6. Let's Dance

**A/N : Loving the positive feedback I'm getting for this fic, but as you may realise when you read this latest chapter, we have now hit the Homecoming Dance so there is not much more to go!  
**_**(For disclaimer, etc. - see chapter 1)**_

Chapter 6 - Let's Dance

The gym was as pretty as she'd imagined it, and her dress was exactly the shade and style she wanted. Tonight seemed like it ought to be pretty much perfect for Layla but unfortunately she wasn't entirely thrilled by it so far.

Her date had yet to arrive, through no fault of his own of course, after all transport to a High School that floated high above the world was on mass via the same buses that brought the students in every day. The Freshmen had arrived first, the Seniors and Juniors had come next, it seemed the Sophomores were last to arrive and that left Layla feeling very much like the third wheel. After all, Zack had Magenta for company, Ethan had even managed to get himself a date, and Will was attached to Gwen like some weird Siamese twins in the centre of the dancefloor.

Layla watched them with some envy but no real pain. She didn't feel half as much for Will as she thought she did, she just couldn't, not when the main thought dominating her mind was how much she wanted Warren to be with her right now. She was worried he wouldn't show. After all, he seemed adamant about not being forced into renting a tux and he hardly seemed the type to enjoy formal gatherings like this.

Layla sighed as she stood back by the refreshments table and glanced around at her friends. Will hadn't even tried to talk to her tonight, and she guessed that was Gwen's doing. Though the jealousy within her now was practically non-existent, it still hurt that Will couldn't even be bothered to salvage their friendship. Possible romance be damned, they'd been best friends long enough her feelings should matter.

"Hey there, Layla" Mr Boy smiled from behind the table and she turned to glance at him, forcing a smile of her own, "You look like you could use a drink" he offered, holding out a glance of punch to her.

"No, thanks" she shook her head, as Mr Boy explained to her that the bubbles in the drink were merely ginger ale. It was then that Lash decided to pull a prank, snaking his arm across the room and pushing the cup towards the teacher spilling punch all down his shirt.

Layla glanced over at where the elastic Senior laughed with his friend, Speed, and she rolled her eyes.

"The guys at this school are jerks!" she huffed, starting to wonder why she was even here, she didn't feel like a party at all.

"Thanks a lot" said a voice behind her and she spun around so fast she nearly knocked herself over, her eyes going wide as a pair of arms shot out to steady her and she stared with astonishment at the sight of her date, Warren Peace, all dressed up for Homecoming.

"I thought you weren't gonna rent a tux" she smiled slightly, feeling dizzy from her fast movement and the fact she'd ended up so close to this guy again.

"It's my Dad's" he shrugged, He doesn't have much use for it in solitary" he half-joked, glad to have made Layla smile with his appearance at least. He really hadn't meant to make such an effort for her but after his talk with Will about her possible changing feelings towards him, he figured she deserved it.

"I wasn't sure if you were going to show up" she admitted as his hands slid from her arms and she hugged herself, feeling overly aware of how she looked suddenly, "I mean, not that I didn't trust you, and I certainly hoped you would show up, I just..." she stopped and sighed, almost laughing at herself, "I'm sorry, I'm rambling"

"It's okay" he smirked, noticing the pink rising in her cheeks as she embarrassed herself in front of him, "But I would never have left you standing here, not on purpose" he promised her.

Layla smiled at that and her hands dropped to her sides as she glanced around at the dancing couples, her repetitive dream flooding back into her mind all of a sudden. Dancing at the Homecoming Dance with Warren always led to some perfect moment in her sub-conscious, she was straining to wonder if that meant something, if tonight might be as special as she'd dreamt it.

"So, er, do you wanna dance?" Warren asked her somewhat awkwardly. As weird as he felt standing here at her first High School Dance with the resident badass looking at her like she was the most beautiful thing he'd ever seen, she realised he was probably feeling just as strange. After all, she doubted he'd been to many formal occasions like this either, and from what he'd told her during their few conversations he didn't exactly have a lot of friends, or girlfriends. People weren't usually very pleasant to him, most were afraid to go near him. Getting close to people, getting close to her, it must feel odd to him.

"I'd love to dance with you, Warren" she smiled, taking the hand he offered her and allowing herself to be led out onto the dancefloor.

Layla didn't notice Will and Gwen staring at her, or exactly what the music was that played all around them. As Warren Peace took her in his arms and danced her around the highly-decorated gym, the rest of the world just faded away for Layla, everything was a fuzzy blur but the two of them in the middle of everything. It was so like her dream, and yet her thoughts were not coherent enough to tell her so, at least not until her toes got trampled.

"Ow" she said as she flinched and Warren looked immediately apologetic.

"You may have noticed, I don't dance much" he told her, "In fact, honestly, this is my first dance" he told her, looking almost as embarrassed as she'd felt a moment ago.

"That's okay" Layla nodded, relieved to know she wasn't the only one who felt a little awkward right now, "I'm not exactly an expert either" she told him with a smile, "We'll have to learn together"

"Cool" Warren nodded as they continued to dance, unaware of anything but each other as their eyes locked and the world slowly faded out once again.

* * *

"Seems like only yesterday I was this age, here at Sky High, enjoying my first Homecoming Dance" Steve Stronghold smiled as he watched the kids all dancing and having a good time.

"I know what you mean" Josie agreed, "I remember buying my first fancy dress, getting all dressed up, hoping that special someone would notice me" she smiled at fond memories, and days long gone by.

"I didn't know you had a crush on me in High School, Josie" Steve said, giving her a look, and she laughed slightly.

"Not you, silly" she told him, swatting him across the arm, "Back then, I had it bad for the badboy" she sighed, "You remember Jason Frost?" she checked with her husband who didn't look amused.

"Yeah, a real badboy" he scoffed, "Doesn't he go by IceBoy now? Saving the world one icicle at a time?"

"You know very well its Ice_Man_" his wife corrected him, "and don't go getting all jealous on me, Steve, it was a long time ago. Besides he's an ice-cream vendor for his cover, hardly climbing the career ladder"

"Yeah, real estate was definitely the way to go" Steve nodded, looking pleased with himself, despite the fact he had taken his wife's cover and not come up with it himself. Josie didn't mind, she let him be the bigger hero most of the time, it was just traditional.

"I like Gwen" she said with a smile as she spotted the girl dancing with her son, "She and Will make a cute couple"

"Yeah, she could be good for him" Steve agreed, "And y'know she's a Senior, older and more mature, that can't be a bad thing"

"I'm a little surprised at Layla" Josie said with a slight frown, "I mean, I know you can't judge children by their parents but... Warren Peace?"

"I wonder if her parents know" her husband said shaking his head, "Maybe we should mention..."

"No" Josie shook her head, "No, it's probably best if we don't get involved, after all they look so happy together, and he could be such a nice boy underneath all the... anger" she said uncertainly. Her husband was prevented from answering as one of the chaperones at the dance spotted The Commander and Jetstream across the room and came hurrying over to say hello.

* * *

"Finally, you're parents have stopped staring at us" Gwen laughed as she danced with Will, "They make me very self-conscious"

"Yeah, they can be a little embarrassing" Will said nervously, hating that his parents were here, cramping his style, "One time when Layla and me were..." he saw the shift in her expression and sighed, "I know you don't like Layla, Gwen, but she's my best friend. There's nothing more to it than that"

"I know" she forced a smile, "And I know I shouldn't have said what I did to her, I just... I want you all to myself for a while. Is that so wrong?" she asked, looking so innocent and beautiful, Will could do nothing but shake his head and grin like an idiot.

"Y'know I wasn't going to tell you but... I have a big surprise for you tonight" Gwen grinned as she hugged Will close, her face over his shoulder where he couldn't see as she glared across at Layla, obliviously dancing with Warren Peace.

"A surprise?" Will checked, his voice a little wobbly as his dream date pressed her body close to his own.

"Oh yes" Gwen told him still smiling, "A big surprise for you, and for everybody here"

* * *

"So, this is what school dances are like" Layla said with a smile as she and Warren danced together, swaying slowly to the music that played from the speakers all around them.

"Is it what you thought?" he asked her curiously, knowing this experience was much better than he'd ever imagined.

"I don't know" she admitted, gazing up at him, "I thought a lot of things, I dreamt... well, I hoped it'd be kind of like this" she admitted, feeling terribly nervous suddenly and yet not willing to let this intensely beautiful moment pass as Warren pulled her closer to him and looked down into her eyes.

"Me too" he told her, as he leant in closer. Layla's eyes closed of their own accord as she anticipated the kiss she'd waited too long for. Unfortunately, she would be forced to wait again as the music cut out and Principal Powers demanded the attention of the whole room.

"Somebody hates me" she whispered to herself, turning her eyes heavenward as she and Warren, along with everyone else were ordered to pay attention to she who must be obeyed. She reluctantly moved out of her dates arms but grinned uncontrollably as she realised Warren had kept a hold of her hand, squeezing her fingers gently in his own.

By the time she started paying attention to what was being said, Layla realised she'd missed half the event as Gwen now took the podium.

"Thank you, Principal Powers" she smiled sweetly, "and a very special thank you goes to our guests of honour and the recipients of our first ever Hero of the Year award, the Commander and Jetstream" she announced, as a spotlight lit up the Stronghold Two, who both smiled and took a modest bow, "and to mark this occasion" Gwen continued as everyone's attention shifted back to her, "we've planned a special tribute to the most powerful super-being ever to walk the halls of Sky High... Me!" she suddenly yelled as the stage and surrounding area was transformed along with Gwen's own body. Signs to either side of her told the crowd she was not Gwen Grayson anymore but an evil supervillain - Royal Pain.

_To Be Continued...  
_


	7. Love & War

**A/N : Time for the action part of the movie, but that doesn't mean the Warren/Layla stuff is over!  
**_**(For disclaimer, etc. - see chapter 1)**_

Chapter 7 - Love & War

"Royal Pain is a girl?" Warren said almost in unison with the Commander who took centre stage with his wife to face off against their old rival.

"Oh my God" Layla gasped, backing up behind her date. She too had heard of this supervillain who had supposedly been defeated years ago, before she or Will were even born, by the Commander and Jetstream. It seemed now that Gwen was the daughter of whomever used to be this anti-hero and was hell-bent on getting revenge for her mother's demise.

As all the teens backed off from the stage and the centre of the gym where the face-off began, Layla was pleased to be hidden from the battle by Warren. He could protect her, she was sure of it, not that she would ever admit she needed protection, after all this was the twenty-first century and she had superpowers too. Still, sometimes it was nice to know there was a guy who would fight for you, protect you from harm because he just cared that much. It was certainly beginning to seem as if Warren really did care that much for Layla and she already knew how much she really liked him.

"Prepare to be Pacified!" Royal Pain boomed before them, pointing a gun-type weapon at her enemy.

The Commander looked unimpressed, certain that no such 'toy' could despatch him so easily - he had superstrength after all. Of course nobody could've guessed the true power of the weapon, not until it had been fired and the Commander, followed by Jetstream, Mr Boy, and various teachers and students, had been reduced to squalling infants on the floor, crying and screaming as babies are prone to do.

"We gotta get out of here" Warren said, backing Layla up towards the exit, just as Gwen's gang appeared. All the nastier Seniors were in on this too and shutters came down preventing anybody from escaping.

"We're trapped" Layla said, sounding more scared than she was happy with, but forgetting her worries immediately that Warren took her hand in his and bundled her over towards the far wall where there was a hatch to the air-ventilation system.

"Guys, over here!" she called to her friends nearby and at once Magenta, Zack, and Ethan were there clambering into the duct to escape the wrath of Royal Pain. Layla looked around for Will but couldn't spot him and Warren insisted she hurry and follow her friends before something bad happened. She did as she was told, her date following on behind her as they crawled their way through the building via the conduit they'd found.

"Where are we?" Magenta wanted to know, though of course no-one could tell her. Honestly, the rest of them were just pleased to be out of the gym and away from the danger that was Gwen-turned-Royal Pain and her Pacifier gun.

"Hey, Warren, how about a torch?" Ethan suggested, and the pyro rolled his eyes in the dark.

"Only if you want to get barbecued" he told him snippily. He was not at all happy with the way tonight was going. He and Layla had been getting on so well, and though he knew the thought alone was probably turning him into a twelve year old girl as he thought it, it seemed as if tonight could be one of the most special nights of his life. He'd been so close to kissing the girl of his dreams and it had all been shattered - again.

"Ladies, if I may" Zack was visibly grinning in the bright yellow glow his body emitted as he crawled past the others in the narrow tunnel and led the gang to safety.

"I'm really not sorry to be out of there" Layla breathed a sigh of relief as she stepped out of the air-duct and brushed her dress off.

"Are we safe now?" Magenta asked, "I mean, yeah, we're out of the gym where Royal Pain is but she seems pretty powerful"

"She is pretty powerful" Warren agreed as he to stepped out of the tunnel and came to stand with the others, "At least Gwen's mother was, until the Commander and Jetstream took her out"

"She wants revenge for her mother" Layla guessed, "but then why here? Why not just go after the people who hurt her mother? We didn't do anything"

"Stronghold's parents are only half of it" Warren shook his head, "Her enemy is Sky High, the whole thing. They didn't appreciate her when she went here, so she became a villain"

"What? Did he read the dummies guide to supervillains or something?" Magenta muttered to Zack.

Warren shot her a look having heard her anyway. Did it not occur to her that he knew about this stuff because he was a part of it. His Dad was one of the greatest supervillians ever to walk the Earth, and though his Mom might not be as famous as Stronghold's parents, she was a great hero too. They'd told him stories as a kid, his mother still did sometimes, told tales of heroes and villains. He had books too, despite the fact he probably didn't look like the type to read much. He had shelves of volumes about the most famous superbeings, and some of the lesser known ones too. There was a brain as well as brawn behind the black clothes and the fire, just nobody ever bothered to get to know him well enough to find out.

"Hey, guys, wait up!" a voice from behind them caught everyone's attention and they all turned to see Will following them out of the air duct, "Getting pretty crazy here, huh?" he half-joked, not sure what else to say as he faced the friends whom he hadn't spent all that much time with lately. Gwen had this habit of keeping him to herself, he figured because she just liked him so much. It was an unpleasant shock to realise she was following the famous cliché, friends close and enemies closer, etc. She used him to get the Pacifier, the only explanation was that she took it when he let her into the Secret Sanctum, and she separated him from his friends, presumably to prevent them helping him escape her when she exacted her revenge upon the Stronghold family and everyone at Sky High.

"Crazy is right" Ethan agreed, looking a little nervous about what would happen next. Right now he realised the bullying he'd endured at the hands of Speed and Lash was the least of his worries.

"This is even more than the great Will Stronghold can handle" Layla said with a look at the supposed hero who used to be her best friend and now, well, she wasn't sure anymore as she folded her arms across her chest and gave him a look that as far as Layla was concerned constituted a glare, despite the fact she really could not manage such a nasty expression.

"You're right, Layla" Will agreed with a serious nod, as he glanced around at his friends and Warren, "It's gonna take all of us"

"All of who?" Magenta scoffed "You and Warren? The rest of us are only sidekicks" she pointed out.

Will shook his head.

"Just because you have powers, that doesn't make you a hero" he told them, "Sometimes it just makes you a jerk, makes me a jerk" he corrected himself, glancing at Warren and then focusing on Layla, "I guess what I'm trying to say is..."

"We get it. You've been a jerk" she snapped a little coldly and Will sighed.

"Layla" he said, looking apologetic and sad, "in case my Homecoming date ends up killing me tonight, I just want you to know, whatever Gwen said to you, firstly, I didn't know about it, and second, you're my best friend, and I'll always want you around, and all you guys, I want you right there with me through everything" he told her sincerely and Layla couldn't help but be moved by his words. She smiled, dropping her arms to her side, no longer angry at him as she had been before.

"It's okay, Will" she told him, "You're my best friend too, and..." she stole a look at Warren before she faced the music and continued, "I don't know exactly what Gwen told you either but... well, you're like a brother to me, kind of, and definitely a best friend, but that's all" she said, her eyes flitting again to Warren and giving away her true meaning, which it seemed Will already understood as he smiled.

"I know" he nodded his head, before tilting it towards his 'enemy', "Try telling him that" he said with an eye roll that made Layla both smile and blush simultaneously.

"Hey, I was just repeating what I was told" Warren admitted, with his hands up in apparent surrender, "I thought she liked you" he said to Will, though his eyes moved to rest on the completely embarrassed red-head to one side of him.

"Are you kidding me?" Zack exploded with a laugh, "Layla has it so bad for Warren that... ow!" he suddenly exclaimed, hopping on one leg, "Magenta!" he complained, making it obvious from where the attack had come.

"Shut up, Zack!" she snapped, in case he hadn't already realised that was what she wanted him to do. If Layla went anymore red, her face was going to match her hair.

"Warren, I..." she said shakily, turning to face him, "I guess I... I went about this all the wrong way" she admitted with a nervous laugh, "I thought it was Will I liked but..."

"Layla?" Warren interrupted her and she looked up at him with troubled eyes, hating that she was making such a fool of herself, and in front of her friends too. She didn't have long to stand and worry about it as her date stepped in closer to her, put his arms around her and pulled her into a kiss.

It was as if the heat that Warren possessed was passing into her, and from her head to her toes Layla felt like she was on fire, as Warren pressed his lip to hers, his arms around her holding her tight to him. The world went out of focus, nothing existed but the two of them, it was like magic, electricity, fireworks, explosions in her brain...

"Isn't that sweet? I hate sweet!" the grating sound of Penny's evil tone shattered the moment and Warren released Layla fast, leaving her with her head spinning and her legs not quite able to take her weight. She was therefore grateful that one of Warren's arms remained around her waist, holding her steady as the gang faced off with Gwen's evil lackeys.

"You guys are a part of this too?" Will said as he looked around the group, consisting of Penny, Lash, and Speed, "Why am I not surprised?"

"Go take care of Gwen" Warren told the boy at his side, knowing Stronghold was potentionally the only person who could really defeat Royal Pain, "We'll handle these clowns" he said, squeezing Layla's hand in his and glancing at her.

"Oh yeah" she grinned, with confidence she never knew she had, "We can do that" she said firmly, as Will ran off to play hero, and the band of sidekicks plus Warren faced off against the would-be villains that worked for Gwen.

"Okay, we'll be covering you from the back, man" Zack said nervously as he backed around the corner along with Magenta. It was unlikely hero Ethan who stepped up beside Warren and Layla.

"You sure you want in on this, Popsicle?" the pyro asked the boy who swallowed hard.

"I'm not afraid of them" he said, with a shake in his voice that gave away how he really felt. Still he was willing to stand up and fight, and Warren had to respect him for that.

"I am so ready for this" Layla smiled, "You two take the guys, I'll handle Miss Split Personality" she said, leaning in to kiss Warren's cheek before hurrying away. He watched her go with a growling Penny following behind her, already split into two. He didn't have time to worry about what might happen as Speed and Lash attacked. He'd gone up against them before in Save the Citizen, given half the chance they could incapacitate him, but not if he could get the first shot in. He did quite literally that as flames swept down from his wrists, spinning at his hands until a fire-ball was formed. He brought back his arm and pitched it at the enemies and the battle had begun.

* * *

"Come back and fight!" Penny called as she chased Layla into the empty cafeteria, "Go, Penny! Beat Layla! Go, Penny! Beat Layla!" she chanted as she split herself into two then four then sixteen girls all ready to attack the red-head who so far seemed defenceless, "I don't beleive you have any powers at all" the group cackled in unison as they approached Layla who had now backed up by the large window that dominated the room.

Penny thought she was so stupid as to get herself cornered, but this had been Layla's plan. The cheerleader drew back her arm, slapping her across the face, and with an angry glare that was almost too nasty to fit on her angelic face, the red-head raised her arms and smiled.

"Big mistake" she told her enemy as she summoned the powers only she could control. The wind, the trees, the clouds, nature twisted and shifted under her command. A great howl of wind crashed through the window, huge vines shattering the glass over Layla's head as they wound into the room, catching hold of all the parts of Penny and hanging them by legs and arms throughout the room, binding them so they could do no more harm.

"But I thought you were a sidekick!" one complained.

"She is a sidekick" Warren said from the door as he stepped into the room and looked around at the destruction Layla had caused, and all the split parts of Penny hanging around the room like badly made Christmas tree ornaments.

"I'll be _your_ sidekick" she said with a shy smile to her date as they met in the centre of the room, "Anytime"

"We dealt with the other two" Warren told her with a smile he reserved just for her, thinking maybe tonight wasn't turning out to be too bad after all, "You should've seen Ethan and me, we totally kicked ass. I guess you did too"

Layla grinned and giggled as he took her hand and led her out of the cafeteria. They'd almost made it to the door when the lead Penny called to them.

"Hey, don't just leave us here to die!" she wailed, before another version took over from her.

"Royal Pain sabotaged the antigravity device!" she told them "The whole school's gonna fall out of the sky! We only have five minutes!"

_To Be Continued...  
_


	8. Let Me Get What I Want

**A/N : The end is nigh, but hopefuly you'll all like it!  
_(For disclaimer, etc. - see chapter 1)_**

Chapter 8 - Let Me Get What I Want

"Gwen isn't Royal Pain's daughter, she is Royal Pain" Ethan explained as he hurried back down the hall towards his friends, "the Pacifier exploding turned her back to a baby" he reported to the group who were now sitting on the floor with a map of the school spread between them. It had been Warren's task to burn the lock out on the door to the room where these plans were kept, whilst Zack, Magenta, and Layla watched for trouble and Ethan did a little recon, trickling in his liquid state towards the gym and checking out how Will was doing.

"Dude, Will made out with an old lady?!" Zack commented, with a grossed out look on his face, but as Layla quickly pointed out, they didn't have time to talk about such trivial things right now.

"Here's the antigravity room" Warren pointed out on the plans as the red-head leaned over the paper with him.

"Didn't Royal Pain seal off every route?" she checked as Ethan came to crouch beside her and check out the map.

"What about this conduit?" he suggested as Zack scoffed.

"Right" he rolled his eyes, "You'd have to be like a rat to fit in there"

It took just a second for the group to realise that the throw-away comment actually had some use and meaning. All eyes turned to Magenta, who looked decidedly unimpressed by what they seemed to be suggesting - that she use her shape-shifting abilities to become her guinea pig self and crawl down the tiny conduit.

"Oh, great" she sighed, but they all knew she'd do it anyway.

As Zack gave his girl a pep talk, Ethan studied the plans some more, knowing someone would have to yell instructions to the Magenta guinea pig as she took the small tunnels to the antigravity room.

"Ethan" Layla's hand on his shoulder caught his attention, "How was Will doing?" she checked, "Do you think he can beat Gwen?"

The look on his face was enough to tell both her and Warren that he wasn't so sure. The couple glanced at each other and a silent agreement was made - they had to go and help Will defeat Royal Pain, and hope they weren't too late.

Grabbing each others hands, Warren and Layla ran down the hall towards the gym, arriving just in time to see the enemy, who was really Gwen Grayson, throw Will towards the window on the other side of the room. He went through the glass with an almighty crash.

"Will! No!" Layla screamed, knowing there was no way anyone could survive the fall her best friend had just taken.

"And there goes your last chance of stopping me" Royal Pain said triumphantly as she turned on the red-head and her man. Warren stepped in between the two women, but was prevented from needing to fight as Will appeared through the broken window, apparently unharmed - and flying!

"Surprised?" he said shakily, "So am I" he admitted as he zoomed in through the window.

Whilst Royal Pain was distracted, Warren launched a fire ball at the back of her head, knocking her to the floor and giving Will a little more advantage as he swooped back into the building, picking up the supervillian and dropping her from a great height. As she travelled down to earth another well timed ball of flame struck her body and by the time she hit the ground she was sufficiently injured that she would not be getting up again. What the heroes around her didn't realise was that her plan was already taking shape. Stitches would have the babies on the bus by now, flying away from Sky High, and she had just enough power left to reach for the button that would switch off the school's antigravity device and send it plummeting to earth.

"Nooo!" Layla wailed as the ground beneath her feet shifted and the whole school began to fall from the sky. She grabbed onto Warren who in turned held her tight as they crouched together on the floor of the gym.

"It's okay, we're gonna be okay" he told he, holding her tight, though in all honesty his confidence in that particular truth was waning.

They should have had more belief in their friends. Magenta was, as they spoke, expertly chewing through the wire to the mechanism that Royal Pain had placed on the anti-gravity device, and Will was, even now, beneath the school, attempting to catch it in mid-air before it managed to hit the ground. He knew it would mean terrible destruction and he was the only one who might be able to save the day.

Zack and Ethan were screaming in the hallway of the school, yelling through the airduct to Magenta as they held on to each other and encouraged the guinea pig girl to chew the wire faster, or they were all going to die. Though the pressure was immense she managed to do as they told her and the school came to a grinding halt. Unbeknownst to those inside, Will was beneath them all, catching the plummeting Sky High moments before it crushed a couples house, and lifting it carefully back up where it belonged.

A group effort, by heroes and side-kicks combined had saved the school, and everyone in it.

"Hey, it's over" Warren told Layla whom he was holding in his arms, the two of them sitting on the floor of the gym, "We're okay"

"Thank God" she smiled with relief as she looked at him, "For a minute there I really thought..."

"Yeah" he nodded, knowing just how she felt, "Kinda scary"

"Wow" Layla smiled, "If Warren Peace was scared then maybe I don't feel so bad about being petrified" she told him.

"Shut up" he said shoving her gently and grinning, before he leant in to kiss her.

They were glad to be alive, and even more glad to be together.

* * *

With the school back where it should be, Gwen and all her friends adequately disabled, and most of the babies de-pacified, things seemed to be very much as they should be at Sky High, although there were one or two things that had changed forever, and for the better.

"Mom? Dad? Guys?" Will shifted awkwardly as he gathered together the people he must apologise to, "I just want to say I'm sorry, because, well, this whole thing was kind of my fault"

"Honey, you can't blame yourself" his mother told him kindly, "The whole award thing was a trap"

"And so was the Homecoming, Will" his father chipped in, "We all fell into Royal Pain's trap, but you defeated her. You saved Sky High, and everyone in her"

"I didn't do it by myself" Will smiled across at Ethan, Zack, Magenta, and finally Layla and Warren who stood hand in hand, smiling still.

"Well, I think I know exactly what to do with this award" Josie smiled as she took it from Mr Boy's hands, "It belongs to them" she said as she handed it to the group of kids before her, "The sidekicks. I mean, hero support" she corrected herself, with an embarrassed look.

"Why don't we just call them what they really are, Josie?" her husband told her, "They're heroes, every one of them" he smiled, and nobody was more proud of that title than Warren Peace. He'd been labelled a villain via his father for too long. Now he stood most definitely on the side of good, beside this girl whose hand he held. Layla was the best thing that could ever have happened to him, and he loved Sky High for being the institution that brought them together.

* * *

"I have de-Pacified all the babies and destroyed that horrible weapon forever" Mr Medulla announced from the stage in the slightly battered gym, "Let's boogie!" he cheered as the music was cranked up and everybody took to the dancefloor. Even Zack got a chance to bust a move as Magenta gave in and danced with him.

To one side, Layla stood between Will and Warren, feeling awkward. She so wanted to dance again with her new boyfriend, but Will was her best friend and she would feel awful about leaving him all alone.

"I can't believe how tonight turned out" Will shook his head, "I mean, I meet this perfect girl and she actually likes me, and on what should have been the greatest night ever, she turns out to be a supervillain in disguise" he sighed, "Then there's you two, and hey, no offence man, but you look way more like a supervillian than Gwen did" he told Warren, who shrugged off the semi-insult, "And you guys end up all together and happy"

"It's true" Layla smiled up at her man, the memories of all the bad stuff that had happened tonight just slipping away behind all the happier thoughts, the moments she'd spent in Warren's arms, the few times he'd kissed her...

"Well, that's it" Will interrupted her thought process with a snap, "No more women for me, not for a while anyway" he said firmly, looking as though he really meant it.

"Um, excuse me" said a voice behind the trio suddenly, and they all turned to see a girl standing behind Will. She seemed to flicker in the bright lights, almost as if she might disappear at any moment. With a visible effort she came back to solidity and smiled.

"Hi" Layla greeted the girl when it seemed Will was just too in awe of her to do it himself.

"I... I just, I wanted to come over and say, well, I think you're amazing" she told the young man who grinned back at her, going a little red, "I mean, you saved the school and everything and... well, I just wanted to tell you" she ended a little lamely, feeling so stupid.

She'd really wanted to make a good first impression on Will Stronghold. He was the most amazing person to her, she just wanted him to notice her. It'd make a nice change for anyone to pay attention to her, though it wasn't really anyone's fault that she was often overlooked. Her own power was invisibility, but controlling it was still somewhat of a problem for her, and her nervousness always activated the superpower that, whilst a blessing in some ways, could also be a real curse.

"Hey" Will called her back as she turned to go, "Er, what's your name?"

"Misty" she told him nervously, concentrating hard so as not to disappear again.

"Would you like to dance, Misty?" Will asked her, holding out his hand as Layla and Warren glanced at each other in astonishment. One minute their friend was swearing off the opposite sex forever, and now he was asking to dance with the very next pretty girl that came along!

In moments the pair were making their way out onto the dancefloor and Warren turned to Layla.

"So, now do we get to dance too?" he asked and she nodded her head.

As they moved out onto the floor, neither could stop themselves from smiling, as they wrapped their arms around each other and swayed to the music just like they had been some time ago before Royal Pain had brought havoc to the proceedings.

"This is kind of familiar" Warren smirked as they danced.

"It is" Layla agreed, "Now what was it we were doing before we got interrupted?" she asked with a certain look in her eye that he recognised instantly. They both remembered exactly where they were as they leaned in close and their lips met in an explosive kiss that was, this time, uninterrupted by anyone.

Both Warren and Layla were smiling when they parted.

"You think every school dance will be this exciting?" she said thoughtfully, as he stared down into her eyes.

"As long as I'm with you, who cares?" Warren shrugged, and he meant every word.

The End

**A/N2 : And that's all she wrote! Sky High has now ended just how I wanted it too, and hey, I even made up a girl for Will since he didn't get Layla in this fic!**

**Power to the Warren/Layla shippers! (and anybody else who got a kick out of this fic!)  
**


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